Attached files
| file | filename |
|---|---|
| EX-99.1 - EX-99.1 - Warner Music Group Corp. | d543849dex991.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of report (date of earliest event reported): February 28, 2018 (February 28, 2018)
Warner Music Group Corp.
(Exact name of Registrant as Specified in its Charter)
| Delaware | 001-32502 | 13-4271875 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| 1633 Broadway New York, NY |
10019 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s Telephone number, including area code: (212) 275-2000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act (17 CFR 230.405) or Rule 12b-2 under the Exchange Act (17 CFR 240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01 Regulation FD Disclosure.
On February 28, 2018, Warner Music Group Corp. (“Warner Music Group”) announced that through its wholly owned subsidiary WMG Acquisition Corp. (the “Company”) it has commenced a private offering of $325,000,000 in aggregate principal amount of senior unsecured notes. In addition, on February 28, 2018, the Company launched a process by which it is seeking lender consent to an amendment (the “Senior Term Loan Supplemental Commitments”) to the credit agreement, dated November 1, 2012, as amended by the amendments dated May 9, 2013, July 13, 2016, November 21, 2016, May 22, 2017 and December 6, 2017 (the “Senior Term Loan Credit Agreement”) with Credit Suisse AG, as administrative agent and collateral agent, and the other financial institutions and lenders from time to time party thereto, that would permit the Company to incur $320 million of additional term loans under the Senior Term Loan Credit Agreement. If the Company successfully incurs term loan indebtedness under the Senior Term Loan Supplemental Commitments, the principal amount outstanding under the Senior Term Loan Credit Agreement will increase by $320 million to $1,326 million.
On February 28, 2018, the Company issued a press release, attached as Exhibit 99.1 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit Number |
||
| 99.1 | Press Release dated February 28, 2018, issued by Warner Music Group Corp. | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
| WARNER MUSIC GROUP CORP. | ||||||
| Date: February 28, 2018 | By: | /s/ Paul M. Robinson | ||||
| Name: | Paul M. Robinson | |||||
| Title: | Executive Vice President, General Counsel and Secretary | |||||